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Integrity Due Diligence service
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OUR OFFERING
A best-practice compliance service combining risk and legal expertise. The regulatory framework for anti-bribery and corruption and other risks such as sanctions has strengthened globally. Simultaneously, ‘integrity’ issues leading to incidences of reputation damage have come to light.
For these reasons, the Integrity Due Diligence (IDD) service is now essential in doing business. Potential IDD ‘Targets’ include a broad range of counterparties within litigation and corporate mandates. IDD complements our client’s legal and financial due diligence, to assess ‘real risks’ related to M&A targets and other deal compliance, local partnerships, suppliers and other third parties, or vetting of senior hires. This is particularly the case when doing business in higher risk and frontier markets.
INTEGRITY DUE DILIGENCE
3INTEGRITY DUE DILIGENCE
ACTIONABLEOur focus is on
converting research into analysis and mitigation of any identified issues
MULTIDISCIPLINARYWe are a team of practicing lawyers, risk specialists and experts in financial crime that draws on expertise
from the global firm
SEAMLESSOur service offers a cost-efficient and
confidential alternative to separately engaging
a consulting firm
FT Asia-Pacific Innovative Lawyers Awards 2018: ‘Highly Commended’NEW PRODUCTS & SERVICES
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The IDD is an open source search of identifier information on a target individual or target entity and its shareholders and directors. The search includes available public records sources such as corporate and compliance databases, subscriptions, journals and media. All research in our reports is referenced to inform our analysis.
Our service
Our executive summary presents concise and high-level information with actionable advice. This provides our clients with a snapshot of research and analysis with a focus on suggested mitigating steps for any identified or potential issues.
For the targets, we first aim to identify and profile:
• Beneficial ownership: direct and indirect shareholdings, illustrated through a corporate structure diagram
• Corporate activities: operations, media profile and identifier information
• Key personnel: professional history, directorships, affiliations and management style
• Corporate affiliations: business links and any third parties
Focus then turns to risk, compliance and integrity issues:
• Political links and exposure: Politically-Exposed-Persons (PEPs)
• Bribery and corruption risk: specific as well as jurisdiction and sector risks
• Other regulatory, governance or reputation risks
• Prudential risk: any bankruptcies or litigation
• Sanctions assessment
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RISK ASSESSMENT TO ENSURE A FOCUSED APPROACHAs a starting point our risk advisors conduct a high level risk assessment of the targets of the IDD. This enables us to outline the scope and understand the issues to ensure the IDD is tailored to specific client needs and risks. We consider any specific concerns flagged by the client, followed by any risks in relation to the jurisdictions and business activities of the targets. For example, our advisors have the experience to place emphasis on political exposure issues in jurisdictions such as China, while a touch point with Russia will automatically trigger a sanctions assessment. At this point we are in a position to best identify the most appropriate resources to address any identified or potential risks.
DEEP-DIVE RESEARCH METHODOLOGYOur research is based on rigorous searches of available public records, which includes an extensive library suite of risk and compliance focused resources. This stage involves in-depth searches, particularly to avoid misleading or incomplete profiles of targets. For a target entity, our teams’ first task is to identify ultimate beneficial ownership through registry or other official documentation. Another immediate step is a thorough search of the targets on international ‘red flag’ compliance databases, which include regulatory filings, Politically-Exposed-Persons (PEPs), sanctions and watchlists. Finally, we conduct searches of subscription publications and journals as well as international and local media.
ANALYSIS, REVIEW AND MITIGATIONThis final stage starts with analysis focused on verification, cross-referencing and discounting of information, including any allegations or negative news. Our advisors are trained in analysing sources, for example, to consider issues with local media and political motivations. The detailed searches outlined in Stage 2 and analysis means that the quality of our research is most evident for targets operating in complex business or political contexts. After a final review of research and analysis, we provide suggested mitigating steps in relation to any identified or potential concerns through drawing on specific risk advisory and other expertise across our global offices. These recommendations may include: additional anti-bribery and corruption compliance steps; local language media searches and local litigation searches; engaging an investigations firm to conduct local source inquiries; or other specific subject matter risk or legal advice.
Our approach accords with best-practice compliance set out in guidance for ‘gold standard’ Anti-Bribery and Corruption legislation, notably the United States Foreign Corrupt Practices Act and United Kingdom Bribery Act. We pay particular attention to the way we collect, analyse and present information as well as how we train our team. Our approach also draws on expertise throughout our global network.
Our approach
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STAGE1 STAGE2 STAGE3
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BRISBANELevel 30, 80 Ann Street Brisbane QLD 4000 Australia
T +61 7 3259 7000 F +61 7 3259 7111
GLASGOWCentral Exchange 20 Waterloo Street Glasgow G2 6DB United Kingdom
T +44 20 7638 1111 F +44 20 7638 1112
LONDONLondon Fruit & Wool Exchange 1 Duval Square London E1 6PW United Kingdom
T +44 20 7638 1111 F +44 20 7638 1112
www.ashurst.com Des
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Key ContactsFor more information on our Integrity Due Diligence service, please contact either member of our Risk Assessment Advisory Team listed below.
Emma OettingerLondon +44 20 7859 2027 [email protected]
Muriel MarseilleLondon +44 20 7859 2177 [email protected]
James DennisonBrisbane +61 7 3259 7415 [email protected]
Lara LoweGlasgow +44 141 375 4730 [email protected]
Tom GrayLondon +44 20 7859 3470 [email protected]
